Anything and Everything from Japan

Capitalized terms used in this Terms of Use shall have the meanings set forth below.

(1)

Member

A Member is an individual or a legal entity who has duly registered on “Noppin” site (hereinafter referred to as the “Website”) pursuant to the designated processes.

(2)

Crescent

Crescent means Crescent Trading,Inc

(3)

Agreements

Agreements collectively mean all and every rules and agreements posted on the Website by Crescent including but not limited to this Terms of Use.

(4)

Member’s Information

Members’Information means information disclosed to Crescent by any Member or person with intention to obtain membership (hereinafter collectively referred to as ”Current/Possible Members“) which includes but not limited to information regarding Current/Possible Members, and/or information on Member‘s history of transactions as well as such information collected pursuant to Article 14.

With regard to the Shopping Service, Crescent shall make purchase of relevant merchandise in accordance with the price estimation thereof and arrange its dispatch only after the payment by the Member pursuant to price estimation of such merchandise submitted by Crescent to the Member.

2

With regard to the Auction Service, in case of any Member having made a successful bid of certain merchandise through Website, Crescent shall purchase such merchandise in accordance with conditions therefor and dispatch it to the Member. The Member shall pay the amounts in accordance with the instructions of Crescent.

In connection with the Shopping Service, Crescent makes no representations or warranties regarding, including but not limited to, vendor, quality, non-infringement of rights of any party, reliability and/or legal compliance of the relevant merchandise.

2

In connection with the Auction Service, Crescent makes no representations or warranties regarding, including but not limited to, truthfulness, accuracy or reliability of the content, legal compliance or non-infringement of rights of any party with respect to the relative auction.

3

Crescent shall not be liable for any damage whatsoever incurred to Members caused by:

i)

any discontinuation, delay, interruption or loss of data due to communication lines and/or system breakdown due to computer failure.

ii)

any unauthorized access to data, or

iii)

any other reason in connection with the Services

4

Crescent makes no representations or warranties that data transmitted from, including but not limited to, Crescent’s web page, server or domain, are free from harmful contents to Members such as computer virus.

5

Crescent makes no representations or warranties with respect to ensured providing of Services to, or results of accesses by any Member.

6

Crescent shall not be liable for any damage incurred to any Member caused by his/her violation of the Agreements.

7

Crescent shall not bear any liability whatsoever for any damage incurred to any Member arising from or in connection with the Services unless otherwise such is caused by willful or gross negligence by Crescent.

Any individual or legal entity who has agreed to terms and conditions of the Agreements and made due application for membership, shall become a Member only after being qualified pursuant to relevant assessments and procedures for membership of Crescent.

2

Membership registration for an individual shall be applied for by himself/herself and no proxy registration shall be accepted

3

Membership registration for a legal entity shall be applied for in the name of such entity by its officer or employee who has due authorization.

4

Crescent may, at its own discretion, reject any registration application.

Fees, including but not limited to calculation method and payment terms thereof, shall be in accordance with conditions set forth by Crescent separately, which may be modified or amended by Crescent from time to time.

In the event any Member makes use of the Shopping Service, the Member shall make the payment of the price of the relevant merchandise in advance to Crescent’s purchase of such merchandise.

2

In the event any Member makes use of the Auction Service, the Member shall make payment within 7 (seven) calendar days after Crescent’s payment of the price for the relevant merchandise to the seller. The Member’s payment shall include price of the merchandise and Crescent’s charges (hereinafter referred to as “Auction Price”).

3

In either case of Shopping Service or Auction Service, ownership of the relevant merchandise shall be transferred to such Member only after he/she makes relevant payments of the price of merchandise or Auction Price, and the merchandise is delivered to him/her.

4

In the event of any violation of section 2 of this Article, Crescent may, at its own discretion, temporarily suspend any acceptance of order from the respective Member in connection with the Auction Service

5

In case of the Auction Service, in the event the respective Member does not make payment of the Auction Price within 14 (fourteen) calendar days after Crescent’s payment of the price for the relevant merchandise to the seller, Crescent may withdraw relevant Auction Price from PayPal account or collect it through credit card of the respective Member.

6

In the event of delay of payment with respect to liability of any Member (including but not limited to Fees for the Services), and in the event the deduction or collection can not be made within the due date as provided for in the preceding section 5 with regard to the Auction Service, Crescent may charge the respective liability plus 300 (three hundred) yen per day as penalty from the next day of such due date (in case of the Auction Service such due date means as provided for in the preceding section 5). Provided, however, if the amount of damage incurred to Crescent is greater than aforesaid amounts, Crescent may request payment of the whole amount of the damage to the respective Member

7

In connection with the Auction Service, if any Member fails to make payment of the whole or part of Auction Price within 30 (thirty) calendar days after Crescent’s payment of the price for the relevant merchandise to the seller, the respective defaulting Member shall lose all rights on purchase of such merchandise, and Crescent may resell such merchandise to any other person or entity. In such case, Crescent may allot the proceeds from the resale and the amount paid by the respective defaulting Member in such period to compensate the damage incurred to Crescent in connection with the relevant transaction. Crescent may further cancel the membership of the respective defaulting Member.

Crescent charges no storage fees to Members for the period of 60 (sixty) calendar days after the merchandise purchased in connection with the Services is delivered to Crescent.

2

If, however, aforesaid storage period exceeds 60 (sixty) days, the respective Member shall pay storage fee of 300 (three hundred) yen per day per piece of respective merchandise.

3

In case aforesaid section is applicable, the respective Member shall pay storage fee prior to Crescent’s dispatch of such merchandise for which storage fee is incurred.

4

if Crescent’s storing period of any merchandise purchased in connection with the Services exceeds 180 (hundred eighty) calendar days after its delivery to Crescent, and the respective Member fails to pay the storage fee immediately to Crescent, the respective Member shall lose all rights on purchase of such merchandise, and Crescent may allot the proceeds from resale of such merchandise to the damage incurred to Crescent. In this case, Crescent may retain the portions of price of merchandise and/or storage fee if they have already been paid by the respective Member.

Each Member shall amend promptly his/her registration information in the event of any change in such information registered with Crescent. Crescent is not responsible for any disadvantage or damage whatsoever caused by the Member’s failure to amend such registration information. Provided, however, if any transaction has already been commenced prior to the amendment of such registration information, Crescent performs such transaction in accordance with the registration information valid at the time of commencement of the transaction

Each Member shall amend promptly his/her registration information in the event of any change in such information registered with Crescent. Crescent is not responsible for any disadvantage or damage whatsoever caused by the Member’s failure to amend such registration information. Provided, however, if any transaction has already been commenced prior to the amendment of such registration information, Crescent performs such transaction in accordance with the registration information valid at the time of commencement of the transaction

Any Member may, if he/she wishes, terminate membership only by himself/herself pursuant to procedures on Website. Upon completion of such termination procedures, the relevant Member loses the status as a Member.

Crescent may collect information making use of information of IP addresses used for access by Members to Crescent’s servers and of unit identification number in case of accesses through mobile phone terminals as well as using technologies of cookies. Aforesaid collection of information is for the purpose of, including but not limited to, authenticating Members’ access to Website, monitoring Members’ access history and status of usage, and/or any other purpose Crescent may consider necessary.

Prior to making use of any of the Services, Members shall agree to the Agreements including but not limited to this Term of Use.

2

Members shall read and understand the contents included in “General Rule for Shopping Service,“General Rule for Auction Service” and “FAQ.” Services are available for use on basis of agreement and acknowledgement of Members that such contents constitute agreements between Members and Crescent.

regular or urgent maintenance of the system and relevant equipment necessary for providing the Services,

(2)

interruption, including but not limited to, in communication lines and/or power supply deployed by Crescent,

(3)

actual or threatened earthquake, typhoon, flood, tsunami or other acts of god causing emergency situation; laws, regulation and/or government instructions requiring such limitation in communication; or otherwise Crescent at its discretion deciding that such discontinuation is necessary, or

(4)

failure to provide Services due to technical reasons.

4

Crescent disclaims any liability whatsoever for damage incurred to Members caused by any such delay or temporary discontinuation.

Crescent may, at its own discretion, with or without prior notice to Members, change or delete the whole or parts of the Service from time to time.

2

Upon any Member’s use of Services after such alteration, change, amendment and/or modification, he/she is deemed to have agreed to terms and conditions of altered, changed, amended and or modified Agreements.

In case Crescent owes any monetary liability to any of Members, including but not limited to, any amount erroneously transferred by a Member to Crescent, such monetary liability shall bear no interest.

Crescent may, at its own discretion, alter, change, amend or modify parts of the Agreements from time to time without any prior notice. Such alteration, change, amendment and/or modification shall be effective upon posting of such on Crescent’ designated website.

2

Upon any Member’s use of Services after such alteration, change, amendment and/or modification,
he/she is deemed to have agreed to terms and conditions of altered, changed, amended and or modified Agreements.

Conclusion, effectiveness, construction, enforcement and/or conflict resolution of the Agreements shall be governed by the laws of Japan, whereby United Nations “Convention on Contracts for International Sale of Goods” shall not apply.

2

Members and Crescent hereby agree to submit to the exclusive jurisdiction of the district court situated in Fukuoka, Japan for the first instance for resolution of any dispute arising from or in connection with the Agreements. Members and Crescent further agree that any other courts or dispute resolution institutions have no jurisdiction therefor.

3

Members and Crescent shall perform their obligations set forth in the Agreements until relevant dispute is duly resolved.

If any provision of the Agreements, or parts thereof, is held invalid or unenforceable under applicable laws of any jurisdiction, such invalidity or unenforceability shall have no effect on the other provision and remaining provisions of the Agreements shall remain in full force and effect.